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Vendor Supplier Agreement
"I need a Vendor Supplier Agreement under Swiss law for a technology hardware supplier who will be providing components to our manufacturing facilities in Basel, with specific emphasis on quality control standards and intellectual property protection."
1. Parties: Identification of the contracting parties including full legal names, addresses, and registration details
2. Background: Context of the agreement and brief description of the parties' business relationship
3. Definitions: Definitions of key terms used throughout the agreement
4. Scope of Supply: Detailed description of goods/services to be provided, including specifications and standards
5. Ordering Process: Procedures for placing and accepting orders, including lead times and minimum orders
6. Delivery Terms: Delivery requirements, timelines, and Incoterms where applicable
7. Price and Payment: Pricing structure, payment terms, invoicing procedures, and currency specifications
8. Quality Requirements: Quality standards, inspection rights, and quality assurance processes
9. Warranties: Warranties regarding goods/services, including quality, fitness for purpose, and compliance with laws
10. Liability and Indemnification: Allocation of risks, limitation of liability, and indemnification obligations
11. Term and Termination: Duration of agreement, renewal terms, and termination rights
12. Confidentiality: Protection of confidential information and trade secrets
13. Force Majeure: Events excusing performance and related procedures
14. Governing Law and Jurisdiction: Swiss law as governing law and jurisdiction for dispute resolution
15. General Provisions: Standard boilerplate clauses including severability, entire agreement, and amendments
1. Insurance: Insurance requirements when specific coverage needs to be maintained
2. Intellectual Property Rights: IP ownership and licenses when IP is created or transferred
3. Data Protection: Compliance with FADP when personal data processing is involved
4. Environmental Compliance: Environmental standards and requirements for environmentally sensitive supplies
5. Business Continuity: Business continuity requirements for critical suppliers
6. Compliance with Laws: Specific compliance obligations beyond standard requirements
7. Key Performance Indicators: Performance metrics and measurement when specific service levels are required
8. Sub-contractors: Rules regarding use of sub-contractors when relevant to the supply
9. Export Control: Export control provisions for international trade
10. Corporate Social Responsibility: CSR requirements when part of company policy
1. Schedule 1 - Goods/Services Specification: Detailed technical specifications of goods or services
2. Schedule 2 - Pricing Schedule: Detailed pricing information, including volume discounts and price review mechanisms
3. Schedule 3 - Service Levels: Specific service levels and performance metrics if applicable
4. Schedule 4 - Key Contacts: Contact details for key personnel from both parties
5. Schedule 5 - Order Form Template: Standard form for placing orders under the agreement
6. Schedule 6 - Quality Standards: Detailed quality requirements and testing procedures
7. Schedule 7 - Locations: Delivery locations and specific requirements for each
8. Appendix A - Insurance Requirements: Detailed insurance requirements and minimum coverage levels
9. Appendix B - Technical Requirements: Additional technical specifications or requirements
10. Appendix C - Compliance Checklist: Checklist of regulatory and compliance requirements
Authors
Manufacturing
Technology
Retail
Pharmaceuticals
Food and Beverage
Automotive
Electronics
Chemical
Consumer Goods
Industrial Equipment
Telecommunications
Healthcare
Construction
Energy
Logistics
Procurement
Legal
Supply Chain
Operations
Finance
Quality Assurance
Compliance
Risk Management
Commercial
Vendor Management
Strategic Sourcing
Contract Administration
Procurement Manager
Supply Chain Director
Legal Counsel
Commercial Director
Operations Manager
Quality Assurance Manager
Contract Manager
Chief Financial Officer
Purchasing Officer
Vendor Relations Manager
Supply Chain Analyst
Risk Manager
Compliance Officer
Category Manager
Strategic Sourcing Manager
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